Allstate 2012 Annual Report Download - page 34

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Proposal 2
Advisory Vote to Approve the Executive Compensation of the Named
Executive Officers
Last year, you voted on how frequently we should have an Discussion and Analysis and accompanying tables and
advisory vote on executive compensation, typically known narrative on pages 23-53 of the Notice of 2012 Annual
as a ‘‘say-on-pay’’ vote. In accordance with those voting Meeting and Proxy Statement.
results, we will conduct a say-on-pay vote every year at To be approved, a majority of shares present in person or
the annual meeting. A say-on-pay vote is required by represented by proxy at the meeting and entitled to vote
section 14A of the Securities Exchange Act. Although the on the proposal must be voted ‘‘FOR.’’ Abstentions will be
say-on-pay vote is non-binding, the Board and the counted as shares present at the meeting and will have
compensation and succession committee will consider the the effect of a vote against the proposal. Broker non-votes
voting results as part of its annual evaluation of our will not be counted as shares entitled to vote on the
executive compensation program. matter and will have no impact on the vote’s outcome.
You may vote to approve or not approve the following
advisory resolution on the executive compensation of the The Board of Directors recommends that you vote
named executive officers. FOR the resolution to approve the compensation of
the named executive officers. Please read the
RESOLVED, on an advisory basis, the stockholders of The following
Allstate Corporation approve the compensation of the
named executive officers, as disclosed pursuant to the
compensation disclosure rules of the Securities and
Exchange Commission, including the Compensation
Compensation Discussion and Analysis
Our Compensation Discussion and Analysis describes Allstate’s executive compensation program, including total 2011
compensation for our named executives, who are listed below with titles as of December 31, 2011:
• Thomas J. Wilson — Chairman, President and Chief Executive Officer (CEO)
• Don Civgin — Executive Vice President and Chief Financial Officer (CFO)
• Judith P. Greffin — Executive Vice President and Chief Investment Officer of Allstate Insurance Company
• Suren Gupta — Executive Vice President — Technology & Operations of Allstate Insurance Company
• Matthew E. Winter — Senior Executive Vice President, Insurance Operations, and President and Chief Executive Officer,
Allstate Financial
• Joseph P. Lacher, Jr. — Former President, Allstate Protection
23
Executive Compensation section for
information necessary to inform your vote on this
proposal.
Named Executives
Executive Compensation
Proposal 2 — Approve Compensation
| The Allstate Corporation
PROXY STATEMENT